Kaz and Oliver's Tentacle Trouble
by Fan4Life07
Summary: Frustrated with being given nothing but dirty work lately, Kaz and Oliver persuade Horace into letting them take on a real mission, but they are in for much more than they could ever anticipate.


**I've had the idea for this fic for a while, and its slowly evolved over the course of time. Now it's finally ready, so I present you with something different from my usual style. I'm not an action-writer by any means, but I wanted to try putting Kaz and Oliver on an adventure, doing a little world exploring and building a story that wasn't just centered around hot steamy moments.**

** This fic is rated M for a reason, and I'm sure you can gauge why from the title. But for those who would like a more explicit warning, this story involves tentacle rape (though it's not super graphic in that area, there is a detailed account of tentacles worming around and inside their bodies). **

** One of my favorite things about Mighty Med is how strongly Kaz and Oliver's friendship is, and so I tried to emulate that quality in the fic. Hopefully it comes across, and you all enjoy my first foray into the adventure side of things!**

* * *

Kaz's eyes widened when he felt water dash across his cheek, snapping him back into reality to find himself in the Mighty Med kitchen.

"Come on, Kaz. I can't keep washing if you stop drying," Oliver said. Kaz mumbled his response, before picking up the rag to dry the stack of wet plates waiting for him. He should have chosen to be the washer. Both positions were probably equally boring, but at the least Oliver got to feel water down his hands. When Kaz realized that water was the most exciting part of his night, that was clearly a problem.

Upstairs, all the Mighty Med staff and superheroes from all different planets had assembled for a celebratory banquet to honor Mega Nova, for defeating Polar Destructor. Everyone was having a good time, enjoying the delicious food specifically prepared for this event. The smells lingered on Kaz's nose, but he never got a chance to enjoy it, because he and Oliver were stuck on dish duty.

"This is so unfair," Kaz whined, throwing the dishrag on the counter. "Have you noticed that Horace has been sticking us with all the dirty work lately? This week, we've had to clean all the toilets in Mighty Med, replace all the burnt out light bulbs, and give all the old superheroes sponge baths. And I don't know about you, but if I have to listen to Sunrise Phoenix tell me that story of how he managed to save those whale people while I wash his back wrinkles, I'm gonna lose it!"

"Kaz, everyone has to pay their dues. I know it sucks, but we're the new guys here. I'm sure everyone worked their way up from the bottom. Horace will give us more responsibilities after we prove to him that we're hard workers."

"That'll take forever. I don't have time to wait around and make my hands all pruney from sponge baths. I love working at Mighty Med, and saving all these superheroes, but when is it gonna be our turn? I wanna be out there too. Next time I see Horace, I'm gonna tell him how I feel."

"Please don't do anything stupid. I love this job, and I don't want you to Kaz this up for me," Oliver said.

"When was the last time I did anything stupid?"

"Yesterday, when you dropped your shoe down that sewer pipe. I still don't even know how that happened since your shoe was tied…but…"

"Boys!" Horace walked into the kitchen, dressed in a fancy black suit. "It's like a birthday party, Christmas, and every other holiday combined into one day up there. Only it's more exciting because we all have superpowers. I feel sorry for anyone who has to miss all of that fantastic excitement. So how are things down here?"

"Horace, Oliver and I want a piece of the real action. We may not have superpowers, but we know your world inside and out. We've played video games so much that we've gotten blisters, and we've read every comic book in The Lair so many times that we could recite every line from any issue, and tell you what kind of material everyone's tights are made of. Plus, no villain would ever suspect a Normo to come in and ruin their plans. Come on; give us a chance."

Oliver liked seeing this side of Kaz, the passion that couldn't be tamed. A far cry from his best friend's usual laziness, the kind that made Kaz groan when he had to reach over and pass Oliver the popcorn during one of their movie marathons. And when they finished one bag of popcorn, and Kaz had to walk all the way to the kitchen, it was like going into battle. But when it came to superheroes, Kaz had a constant fire lit under him.

"You know what, Kaz? I like your energy. I'm going to put you two on a mission tomorrow. Be here bright and early, and ready for your first adventure. Get a good night's sleep because you're going to need it. But before you do that, finish washing these dishes. Because there's about to be a whole lot more. Great Glutton just finished a whole tub of spaghetti."

* * *

Kaz slipped into his sleeping bag, lying beside Oliver in his best friend's room. Sometimes they shared one sleeping bag because Kaz's brothers spilled chili all over Kaz's, and after not washing it for a couple months, his mom threw it out. There wasn't that much room, so they couldn't help their legs and arms touching, but Kaz didn't mind. This was Oliver. What was there to feel weird about?

"I can't believe Horace is really going to let us go on a mission! How crazy is that?"

"I'm excited too, Kaz, but remember, this isn't a comic book or a video game. This is real life. We're going to have to be careful."

"You worry too much. Between your brains, and my fearlessness, there's nothing that we can't do. We're a team."

Oliver laughed. "That was really cheesy. But I guess you're right. Just try not to be too reckless. I don't want you to get hurt."

"Aww, Oliver, you really love me," Kaz said, before making a series of exaggerated kissing noises.

With the limited room that he had, Oliver shoved Kaz. "Yeah, yeah. Good night, Kaz."

"Night, Oliver."

* * *

Kaz could barely sleep, but the next morning, he wasn't tired in the least. He and Oliver were sitting in the lobby of Mighty Med, watching a 3D monitor Horace had summoned from nowhere. They had been working here for the past couple months, but there were still so many surprises about this hospital.

"Now, boys. Pay very close attention because we only have time to go over this once," Horace said. A huge white squid appeared on the screen, long tentacles stretching out in every direction. "This creature doesn't have a name, but—"

"Ooh, if we defeat it, can Oliver and pick the name? Like Kloziver or…" Kaz recognized the stern look on Horace's face. That meant _Shut up, you're talking too much again_. "Sorry."

"Anyway. This monster is rumored to live deep in the underwater caves of Mizubukai Town. There really isn't any information on this squid, because every superhero we've sent to destroy it has never been seen again. We don't know what this thing is capable of, or any of its weaknesses. Now, if you're ready to go, just step into these portals and—"

"Wait!" Oliver said, standing up. "How do you expect us to this beat this _huge_ squid monster without any powers or information? We can't even breathe underwater, so how are we supposed to even find it?"

"The transportation portals will both give you the ability to breathe underwater, and besides, you said you wanted a piece of the action. Sometimes, this is how it goes. You'll just have to figure it out when you get there. Now, there's no time for questions. Please, step into the portals."

Oliver glared at his best friend before walking into the clear portal. He tried to assure himself that Horace wouldn't send him and Kaz on a suicide mission. And maybe Horace was right. Heroes didn't always have the benefit of walking into a mission with everything laid out for them. If it was that easy, there would be story for the comic books that documented their lives. He had never been so terrified in his life, but maybe the bravest superheroes felt that way too sometimes.

* * *

Mizubukai Town looked like one of the seaside levels in Kaz and Oliver's favorite video games. In front of them was scenery that looked like it had been developed by the world's most genius programming designers, who took colors and patterns not from any real place, but from the depths of their imagination. Water stretched on far beyond their eyes could see, and sunlight cascaded across the calm blue waves. The scents of the sea filled the air as Kaz and Oliver looked out on the sand that stretched along the water's edge.

Even though the sea was calm, the town behind them was bustling with activity. It looked like they had been transported right in the middle of an open market of sorts, locals dressed in vibrant colors and shouting out for passing people to try their homegrown fruit. Kids were running around, shooting each other with water guns, and screaming in high-pitched voices.

The buildings didn't look like the modern marvels back home, but the somewhat rustic charm seemed more fitting for Mizubukai Town. Fruit trees stretched high into the air, fresh food hanging from the branches, just begging to be plucked and enjoyed right there in the town square.

Kaz and Oliver hadn't realized, but with their transportation from Mighty Med, their clothes had transformed, probably to make them look less out of place with the locals. They were both wearing colorful button-down shirts: Kaz's red and white, and Oliver's blue and white. And heavily contrasting the usual jeans or khakis they wore, both boys were now wearing shorts that didn't even come down to their knees.

Even in the hottest weather, they wore pants. It was a good change of pace, especially with the sun streaming across their bodies. Their legs were hairless, and Oliver hadn't realized how strong Kaz's legs looked. His best friend may have sat around the house playing video games all day, but working at Mighty Med had given Kaz's body a daily workout. Oliver was getting it too, and was starting to beef up a little. He had weighed himself a couple days ago, and was two pounds heavier than he had been for the past couple months. That had been an extremely gratifying moment.

The two boys took a walk around the town, the ground warm beneath their bare feet. Mizubukai Town was fairly small, but it had a certain intimacy to it. It seemed like the kind of place where everyone knew each other's names, and families got together to eat dinner on the beach. That was definitely reminiscent of the video games Kaz and Oliver spent hours upon hours working to clear.

_You should be outside doing something in the real world, not wasting your life in front of a TV all day_. How many times had Kaz and Oliver heard that from their parents? Way too many times to count. Their moms and dads just didn't understand how a really well designed level could make their sons feel.

The real world had largely become a routine of waking up, going to school, heading to the Lair to read comic books, then going back home to do homework. Now they had Mighty Med to break the monotony, and Kaz loved being a part of the superhero world he had worshipped since he was a little kid, but video games still gave him an excitement that he wasn't getting lately.

It was the fear of running out of time before he collected all the necessary keys to escape from the pyramid collapsing into itself. It was the thrill of cruising down highways lit up with neon lights, and jetting past his opponents while shooting stars streaked towards the finish line. It was the tear-jerking moment when he helped a non-playable character reunite with her dad by vanquishing the evil spirits that had taken hold of his hearts. Video games allowed Kaz to feel so much more than he did in real life, and now that he was here, on a real mission of his own, in a town that wouldn't have looked out of place in one of his favorite video games, Kaz felt more alive than he had in months.

Once the steady rhythm of the drums echoing through the air, Kaz was infected with the beat. Without hesitating, Kaz ran towards the players, and began dancing – a term which could only be used loosely. Moving way too quickly, and with a four hip-hop style that looked unnatural to everybody else dancing, Kaz couldn't have stood out any more if he tried. But that didn't stop nearby people from cheering and applauding. Leave it to Kaz to attract attention wherever he went.

Deciding to let his best friend have his moment to shine, Oliver went to one of the vendors that was selling big juicy watermelons. The woman selling the fruit was wearing a huge sun-hat with fruit decorating the rim that looked far too fresh to be fake.

Oliver reached into his pockets only to find that his wallet had been lost in the transportation process. The woman smiled at him and handed him the biggest piece of watermelon.

"But I don't have any money," Oliver said.

"I know. But this is your first time in Mizubukai Town. We want you to feel welcome, so please help yourself. You'll never taste another watermelon like this in your life."

And she was right. Words couldn't describe how succulent this fruit was. The watermelon he and Kaz had to put out at the banquet last night couldn't possibly have compared to this one. He knew it was impossible for video game characters to really taste anything, but this place was so much like a video game that Oliver imagined the food was this good. When was the last time he ever saw a video game disgusted with any food they ate? Now, more than ever before, Oliver wished he lived in a video game.

And that was the feeling he got when he saw a man walking by in a trench-coat. With the sun shining as bright as it was, there was no way that anyone could wear such a heavy coat without some ulterior motive. Oliver didn't even know stores actually sold trench-coats in real life.

His attention was instantly redirected when Kaz took a huge bite of his watermelon, bright pink juice trailing down his lips and down his chin.

"This place is the best. Aren't you happy I talked to Horace?"

"Kaz, look at that guy over there. I'm getting a really bad vibe from him. We gotta follow him."

Kaz grinned. He had been worried that Oliver's sense of adventure would be overcome by his fear, but now Oliver was the one pushing for the mission. Kaz was rubbing off on him.

They followed the man in the trench-coat, being careful to appear as casual as possible without taking their eyes of the target. The man had his hands buried in his pockets, which only made Oliver that much more suspicious. He was so absorbed in keeping this man in his sights, that he walked right into a wall. Instinctively, he cried out, but Kaz clamped his hand over his best friend's mouth to keep the suspect from catching onto their presence.

The man turned around, and Kaz grabbed Oliver, ducking behind the wall until the man continued walking. For all Kaz knew, this man could have had a weapon on him, or he could have been an innocent guy with a horrible sense of fashion. But it didn't matter. The thrill of the chase had his heart racing.

When the man slowly made his way to two teenage girls sitting on the beach, Kaz and Oliver were positive they were dealing with trouble. Oliver leaped into action, running even faster than he did when Horace asked him to give Brain Flu his special medicine that could only be given through a shot to the "lower back."

He tackled the man and held his wrists above his head. Kaz ran to the girls and asked to borrow the colorful wraps that held their long hair, and used them to tie the wrists together. Tying knots had been the one skill he had excelled at that one summer his parents made him go to camp so he could get out of the house. Luckily, he had snuck a portable video game to keep himself from dying of boredom.

Everyone screamed louder than the fans of football back home. And the girls kissed Kaz and Oliver on their cheeks. Working at Mighty Med was a huge service to both superheroes and the Normos they saved on a daily basis, but this was the first time Kaz and Oliver really felt like heroes themselves.

"Teresa, Kristina, thank goodness!" A woman raced through the crowd and hugged the two girls so tight it looked like they were in pain. Hugs like that could only be from a mother. "Thank you so much for saving my girls. Is there any way we can repay you?"

"Don't worry about it, ma'am. Protecting innocent people is what we do," Kaz said. He really wished he had a hat. Now seemed like the perfect time to tip a hat.

"Well, you must come to our house for lunch. Big heroes like you must have big appetites, am I right?"

Kaz beamed at the invitation, and accepted without hesitation.

Kristina and Teresa were beautiful girls, both with long brown hair and gentle green eyes. Teresa, the one who had kissed Kaz on the cheek, was wearing sparkling lip gloss that shimmered in the sunlight. Teresa's skin was just a little tanner than her sister's. Kaz imagined that MIzubukai Town must have been a good place to get a nice tan considering how good the sun felt on his bare skin. Sunny areas in video games must have been like this, sunshine all year round without things like rain or snow to take away from the atmosphere. The only good thing about rain back home was that playing video games or reading comic books with the sound of the rain tapping against the windows was so soothing that the entire experience felt that much more enjoyable.

The sisters were both wearing bikini tops: Teresa's purple and Kristina's blue. Wrapped around their waists were matching thin fabrics that weren't sheer enough the rest of their bikinis, and swayed with the calm breeze. Their legs were long and smooth, and they both had golden rings around their left ankles.

* * *

Eating lunch on the roof of a house in Mizubukai Town was a once in a lifetime experience. Both boys had been to barbecues, where families gathered together and chatted about anything and everything over good food. But as fun as those afternoons were, they couldn't possibly compare to having a view of the emerald ocean with sunlight trailing along the water like string.

It made Kaz and Oliver wonder about all the unoccupied spaces in video games, the scenery programmed into the game, which was unavailable to the protagonists. Superheroes must have experienced the same enjoyment of being able to travel all around the world and take in sighs few others could see. The only way for Normos to get a grasp of these places was through comic books. Would Kaz and Oliver get the chance to be immortalized in their very own comic book, that could possibly turn into a series and even a TV show spin-off? Naturally, Kaz would play himself. Maybe he was getting ahead of himself, but it was hard not to when Kristina and Teresa's mom gave him another apple as big as his fist after he detailed another superhero exploit from Mighty Med.

Of course, he couldn't reveal the identity of the superhero hospital, so Kaz changed everyone's names, and simply told stories of two awesome, _very handsome_ doctors. Okay, maybe he embellished a little, but that was part of the whole story-telling experience. He knew he was in the clear when Oliver started jumping in, and throwing in some exaggerations of his own.

"We're here on official business," Kaz said. "We're going to take down this giant sea creature that lives underwater. There's practically no information on it, and every other hero who has tried to destroy has failed, so our team decided to send it the best new recruits they have. We'll probably be in newspapers and stuff, but it's no big deal."

A cackle tore Kaz out of his excitement. The girls' grandfather, a man who had a long white beard, and even whiter hair, was sitting in a lounge chair. "I wouldn't be so cocky if I was in your position. I know exactly what creature you're talking about. I've seen the beast with my own two eyes, and I can assure you that it will be the scariest thing you've ever experienced. I wouldn't be surprised if you both wet your pants the second you see those long tentacles…especially you."

Oliver gulped. What did the old man mean by pointing at him like that? He would never do something as embarrassing as wet himself. Maybe cry and scream like a little girl, but that was neither here or there. It was so easy to get swept up in Kaz's stories that Oliver had felt as confident as his best friend about defeating this beast. And within an instant, the second that finger was aiming towards him, all his nerves were wound up tight again.

"Don't listen to him," Teresa said. "He tells these stories all the time."

"And no one listens because they think I'm crazy, but I promise that this monster is not the legend everyone believes it is. It is very real, and not the kind of creature little boys should be messing with."

"Hey, we're in high school," Kaz said. "We eat pancakes for dinner, and shave…well actually, we don't shave yet, but I'm getting hairs in my armpits!"

Oliver had seen Kaz's armpits, occasionally face-first when Kaz made him smell under his arms as the punishment for coming last in their favorite racing video game. Those spots tended to be a little sweaty, but they were completely hairless. Oliver knew that for a fact. Still, Oliver wasn't about to contradict his best friend, especially when Kaz was defending him in the process.

"The more you talk, the surer I am that you two will never be able to handle this beast. Grab yourselves a couple of watermelons, and listen to a story so scary that you'll be holding onto each other, looking for the first plane out of here.

Over sixty years ago, my buddies and I were scuba-diving. Everybody here in Mizubukai Town loves the water. We grow up playing by the sea, collecting shells on the beach, and making sandcastles that would make even the richest kings jealous. But there's a whole other world under the water, one that me and my friends had to experience for ourselves. And let me tell you, it was like stepping right into a painting.

We were surrounded by schools of fish, all different colors, and some that I've never seen since. Seaweed bended towards us, welcoming us this underwater world."

As intimidated as Oliver was by this old man, he couldn't help but smile at seeing that twinkle in elderly man's eyes as he described what it had been like to go underwater. He felt like he understood perfectly.

Kids around the world were raised with superheroes, their parents buying them comic books and TV shows around the clock detailing the exciting adventures that made them all want to don a cape, a mask, and go out to fight evil themselves. But as they got older, kids grew out of love with the people they used to revere, throwing away collections that spanned several years, and mocking younger boys and girls for getting so attached to "childish things."

It wasn't exactly cool for high school students to still be so interested in comic books and superheroes, but to Kaz and Oliver, being a part of Mighty Med was just like the old man's first trip underwater. They were finally a part of the world they had grown up adoring.

"We wanted to go deeper, to explore things nobody else in the world had seen. We thought maybe we would discover some new type of fish, and name it after the three of us. And when we went down deep enough to find these sea caves, we were sure that we were on the verge of a major marine discovery. The water level began to sink, and soon enough, we were able to walk through the caves without needing to swim. And there was oxygen. It was like magic, or something.

So we took off our scuba suits, and walked farther into these caves. We weren't scared. We were probably just a year or two older than you two are now. It was our first real adventure, but before we could enjoy it, these white tentacles came out of nowhere."

Kaz and Oliver flinched when the old man banged his hand on the armrests of his lounge chair to emphasize how quickly the tentacles had appeared.

"My friends were way too high up in the air for me to save them. And I didn't have time to form a plan of action, because suddenly the water level rose and there was no oxygen. That didn't stop me from trying my hardest to swim towards that creature and get my friends back, but it was no use. There was a whirlpool or something pulling me from behind.

I woke up on the beach, and I never saw my friends again. I don't know what that monster did to them, or if they ever made it out of there, but to this day, I wonder why that creature didn't take me. As I being pulled back, I saw a lot more tentacles than just the two that grabbed my buddies, so I know it could have taken me if it wanted to. But why didn't it want to? I just don't understand.

Don't get me wrong, I'm happy to have gotten out of there alive, but nobody believes my story. And I lost my two best friends in the world. Everyone just thinks I'm a senile old man. If you boys really intend to finish this creature once and for all, then I sincerely hope you have bravery overflowing from every last bone in your body."

His family all gave him the courtesy of fake phrases like "we don't think you're crazy grandpa," and "we're sure your friends are out there somewhere; maybe this whole thing never really happened to them," but Oliver had to wipe the tears away from his eyes. He stood up.

"I promise you that we'll get revenge for your friends. You can count on Kaz and me."

* * *

"Dude, are you okay? Why did you get all emotional?"

Kaz and Oliver were sitting on the shore, the gentle waves coming towards them to lap at their toes. The number of vendors had decreased, but there was still plenty of energy down at the town square. But here, with Kaz and Oliver being the only two people on the beach, they felt like they were in their own little world.

"Because after hearing that story, I got it. What it means to be a hero, I mean. I know you wanted to do this mission because you were sick of Horace giving us the dirty work back at Mighty Med, and I felt the same way. But heroes don't go out and beat monsters just because they're bored. They do it to protect people. Did you see the look in that man's eyes when he said that he lost his two best friends? We can't let that happen to anyone else. What if it had been me and I lost you?"

Kaz smiled, and elbowed Oliver, because they were totally on the verge of having a moment, which Kaz wouldn't have allowed to happen with anybody but Oliver. They were best friends. They were allowed to be mushy every once in a while.

"Don't worry. We got each other. So are you ready?"

"As ready as I'll ever be. Let's do it."

The moment they dived into the water, the man's words echoed in Kaz's and Oliver's ears. Now they were positive that his story was real, because this underwater world was just as vivid and colorful as he said it was.

All sorts of fish swam by, big red and yellow ones, and small bright purple ones. Translucent jellyfish soared through the water past them, and when Kaz reached out to touch one, the creature gently wrapped its tentacles around his fingers as if it was imitating a handshake. Starfish stretched their points out and propelled themselves forward.

And all the colorful plants looked so alive, beautiful blues and radiant reds illuminating the sea. Oliver giggled when the leaves tickled his arms. It really was like every living creature under the sea was welcoming them to Mizubukai Town. Oliver never wanted to leave.

This was one of the few times that Kaz and Oliver believed that real life trumped terribly impressive 3D graphics.

As they continued to survey the depths of the sea, Kaz and Oliver stumbled upon another ability that the transportation chamber must have given them: the ability to read each other's minds.

_Look at that fish! It's so small I bet it could fit between my toes!_

_ You'd have to get it to sit still long enough to be anywhere near your feet._

_ Very funny. Wait. How did you know what I was thinking? And how did I know what you just said? Are we reading each other's minds? This is crazy!_

And now the impossible had finally happened. Their brains had always operated on the same wavelength, but now they were reading each other's thoughts. This was even better than talking each other through the big forests in their video games, using each other's directions to escape from the forest brush together.

_Hey, look over there. I think that seahorse is stuck in some seaweed._

Oliver swam towards a path of seaweed, where a light blue seahorse was struggling to escape. Gently peeling the green leaves from the little animal's path, Oliver freed the creature, which swam around him. It wasn't like he had saved an entire family of fish from being eaten alive, but Oliver felt good knowing that he had been responsible for saving a life, especially when it was as overjoyed as this seahorse was.

But the seahorse zipped away, cutting Oliver's happiness short.

_Behind you!_ he heard Kaz's mind voice screaming to him. Oliver turned around, eyes widening to the point of strain when he saw a shark heading straight towards him.

Calling upon every last bit of strength in his limbs, Oliver swam away from the roaming shark as fast as possible. Was this how he was going to die? In the middle of the sea with only Kaz as a witness? He swore his life was starting to flash before his eyes, a collage of memories stringing longer and longer across his mind: the first time he and Kaz took swimming classes together and Kaz pulled down Oliver's shorts in front of everyone, that time at the beach when he and Kaz built a sandcastle only to have some jerk kick it down – Kaz retaliated by putting a crab down that boy's pants, the trip to the aquarium his fifth grade class took where Kaz stripped naked and swam with the dolphins.

Oliver knew he had practically spent his whole life with Kaz, but Kaz _was_ his life. And they still had so many more memories to make. It couldn't end here.

When he saw Kaz's foot trapped in some seaweed, Oliver swam with speed that he didn't know he had in him. How the seaweed managed to wrap itself in knots around Kaz's ankle, Oliver couldn't even fathom, but instead of letting fear plague his brain, he committed himself to keeping his fingers as steady as possible. The shark was circling above them, and either he and Kaz were getting out of this together, or they were both going to be devoured together.

Kaz couldn't believe how calm Oliver looked, especially when he was on the verge of having a breakdown. The only imaginable positive thing was that Oliver probably wouldn't be able to tell if he suddenly burst into tears because they were underwater.

When the shark began making its way towards them, Kaz was ready to give in. But the second Oliver's hands undid the last knot of seaweed, his best friend grabbed his hand, and they continued their descent down into the depths of the sea.

The further they went, the less colorful everything around them became. Replacing the electric pink and shimmering silver fish were ones that looked less than half-alive. Only a smattering of peeing scales covered their bones, the fish floating aimlessly as if they were seconds away from collapsing.

And rather than the plants that stretched their leaves out to greet them were dark crusting ones that seemed to curl into themselves. Kaz wouldn't have been surprised if those plants hissed and bit anyone who tried to come near them.

But the deeper they went, and the darker their surroundings, the further away the shark was. Once they got to a certain depth, the shark gave up on the chase and swam away.

Desperately needing to rest their tired bodies, Kaz and Oliver swam just a little farther down until they reached an opening. Just as the old man described, the water level gradually lowered, until they could walk through the caves without needing to swim or make use of their ability to breathe in water.

Lying right at the entrance of the sea cave, Kaz and Oliver leaned against each other while they caught their breath.

"Okay. That was the scariest thing I've ever seen in my life. And I've seen my dad in a tutu to help my sisters practice for ballet," Kaz said. "His legs look like giant hairy hot-dogs."

"Gross," Oliver managed to get out between heavy breaths.

"Hey, thanks…back there, I thought I was a goner."

"You said it yourself. We got each other. There was no way I was gonna let my best friend be shark meat. Besides, I read your mind and heard all the things you thought about me.

Kaz felt the tips of his ears get hot. In the terror of the moment, his mind had been racing in all different directions. How was he supposed to control what he thought?

"Why were you thinking about that time in the fourth grade when we went on that school camping trip, and we had to sleep in the same sleeping bag?"

"I don't know. Even though those guys stole my underwear and I had to sleep naked, it didn't feel weird…well, a little at first, but then we started talking about the new Tecton comic, and everything just felt…normal. You know, you didn't have to get naked too just to make me feel better."

"Yeah, I know. But that's what we do. If I can't feel comfortable around you, then I'm not gonna be comfortable."

It hadn't even been an hour and they were back to that mushy moment, but Kaz let it happen. He was too tired, and Oliver had just saved his life. That seemed reason enough to get all sappy with his best friend.

* * *

After a couple minutes to replenish their strength, Kaz and Oliver began walking through the sea caves. The old man's tale retelling of the underwater world had been so vivid, but he hadn't gotten the chance to get too far into the cave before the creature attacked. Oliver gulped when he remembered the grandfather banging his fist against the armrest of his lounge chair. If it had really been that quick, they could be this monster's next victim at any minute.

The ground was sticky against their bare feet, with a clear pink sort of slime that made Oliver squirm. Who knew what kind of germs were riddling in that fluid? He hadn't even realized when he had started doing it, but Oliver was now holding onto Kaz's arm as they progressed further into the caves.

Even though Oliver hadn't been aware of his actions, Kaz felt his best friend's grip, which inspired him to appear even braver. Truthfully, knowing that Oliver was so nervous was making him nervous too, but he was trying his best to put Oliver at ease, even if just a little.

The caves were devoid of any signs of life. There wasn't anything but this light pink sludge, which Kaz knew had to belong to the squid creature. His heart was drumming so hard against his chest that he was sure Oliver could hear it. But he wasn't picking up any of Oliver's thoughts. Maybe their mind-reading powers had faded once they came out of the water. That was probably just as well, because as embarrassing as it was, Kaz was kind of hoping he could just get out of here, and his mom would make him some hot chocolate with extra marshmallows.

This place was scary. Neither boy had any trouble admitting that. Oliver could only imagine the slew of bodies that had rotted away in here, the skeletons that had broken into nothingness. He had no way of knowing what the old man's friends looked like, especially since that incident had been over sixty years ago, but Oliver couldn't help imagining a pair of dusty hands made of bone grabbing him by the shoulders, and begging to take them back to the world above the water.

Kaz heard Oliver whimpering, and stopped, squeezing his best friend's hand. Maybe it was wrong of him to feel this way, but even in the midst of his fear, he kind of liked being Oliver's protector. He liked to think that as much as he needed Oliver to be the one to think clearly and talk him out of his crazy schemes, Oliver needed him to inject a heavy dose of fun into his life, to be the adventurous one.

It really was as fast as the slap to the armrest. Oliver was torn away from him in an instant, the tightness of their laced fingers shattered, before Kaz saw his best friend suspended high in the air, a white and pink tentacle wrapped around Oliver's waist.

A simulation. This was the part where Horace revealed that this whole adventure was a simulation designed to teach him and Oliver a lesson about responsibility. Any minute now, they would wake up in Mighty Med dripping with sweat, and more than happy to do any safe boring task Horace threw at them.

Kaz shut his eyes, desperately hoping to be free from his nightmare, but it was fruitless. Oliver was screaming his name, and from the crack in his voice, was about to start crying.

He didn't have time to be scared. What if he was sucked into the whirlpool like that old man had been? He would never forgive himself if something bad happened to Oliver. This whole adventure had been his idea in the first place.

There was nothing around to use as a makeshift weapon, so Kaz grabbed the biggest rock he could carry and hurled it at the tentacle holding his best friend. But out of nowhere, a second tentacle shot out from the dark and smashed the rock to pieces. Then the tentacle squeezing Oliver tightened its grip. Kaz was making things worse.

Not knowing what to do, Kaz started running towards the tentacle, but before he could reach it, another one wrapped around his body and held him in the air. He struggled to break free from its tight grip, but the long snake-like appendage had circled through his legs and constricted his chest. He was helpless, forced to watch as the tentacle began probing Oliver's body.

The tentacle was wet and slimy, making his skin feel so disgusting that he just wanted to rip it all off. Aside from the occasional squeezing around his stomach, he wasn't in any pain, which only made Oliver more nervous. If this monster wasn't going to hurt him, then what was it going to do to him?

Oliver winced when the tentacle slithered between his toes, and along his bare soles. As gross as it felt to have that light pink slime trailing down his feet, it kind of tickled. In spite of the slightly ticklish sensation, Oliver was way too scared to giggle. And knowing that Kaz was watching the whole thing made that much more embarrassed.

Two more tentacles joined the first, these ones wasting no time in sliding into Oliver's shirt, making the brown-haired boy cry out. Feeling that slime against his feet was gross enough, but feeling those bulbous wet tentacle tips arching along his armpits, rolling around his navel, massaging his nipples – it was all too much.

There had been that one time in sixth grade that he and Kaz pinched each other's nipples just to see how much they could take – that ended up with them putting small bags of ice on their chests to calm the pain. Since then, Oliver never touched his nipples any more than he needed to. Okay, maybe there was the occasional linger when he was in the shower, but the pressure these tentacles were applying to his small pink buds was so much more intense. As uncomfortable as he was, Oliver couldn't deny that the stimulation to his nipples felt good.

Without warning, three more tentacles surged from the dark, and tore his clothes – undoing his shirt with such force that the buttons flew in myriad directions, and ripping his shorts straight down the middle so the tatters fell to the ground below.

"Stop…don't…" Oliver gasped.

But his protests were futile, because his white briefs were shredded in seconds, leaving him completely exposed to these probing tentacles, and Kaz.

Being forced to watch Oliver's naked body had Kaz struggling against his personal tentacle cage. He had no idea what was happening, but he knew danger when it was right in front of him. But he was no match for this creature's strength, and he had no choice but to watch those three newest tentacles curl around Oliver's dick and balls.

Just when Oliver was about to scream, another tentacle slipped into his mouth. He could feel the tentacle secreting that light pink liquid, which was a little sweet, and did a good job of keeping him quiet while the tentacles explored his crotch.

He was getting hard in spite of himself, but how could he not? When something was stroking his cock like this, and another tentacle was squeezing his balls, Oliver couldn't help but succumb to the pleasure being forced upon him.

Kaz gulped, his throat feeling dry as he watched the tentacles slowly morph shape until they were perfect replicas of penises. As grossed out and terrified as he was, Kaz was still very aware of the lump forming at the front of his own briefs. It didn't mean anything. Getting turned on by anything remotely sexual came with the territory of being a teenage boy. So Kaz didn't feel uncomfortable because of his body's reaction to seeing Oliver being folded by these dick-shaped tentacles. Oliver was hard too, so there was no reason for either of them to be ashamed.

More tentacles came, tearing at Kaz's clothes until he was completely naked too. He shuddered as the wet tips explored his bare skin, tracing around his nipples and wrapping around his hard dick. These things weren't hurting either one of them, and the contact felt pretty good, so Kaz decided to willingly surrender himself to these new feelings coursing through his system.

That light pink liquid was sticking to various places on his naked body, and Oliver had stopped struggling. The tip of one tentacle spread open and wrapped around his cockhead. Then there was suction and Oliver swore he was seeing stars dance across his eyes.

There were tentacles holding his ankles, but that didn't stop him from thrusting his hips forward to try and push himself a little deeper into this weird mouth thing. He had never felt anything like this in his entire life, and probably never would again. The way this creature was making him feel was beyond anything his right hand had ever been able to master. Besides, his mind was far too gone to put up a fight that his body had already willingly surrendered to.

The instant Kaz felt one of those mouth tentacles on his dick, he grinned. His butt muscles clenched and his hips were locked in rapid-fire thrusts. He felt like a glutton, unable to get his fill of what could only be described as the best feeling. Kaz didn't even care that one of the penis shaped tentacles was in his mouth, rolling around his tongue in what sort of seemed like a kiss. It was a little gross, but kind of hot in a weird way. Luckily, Kaz did weird well.

Oliver was really getting into being surrounded by these tentacles, when one strayed between his butt cheeks and eased its way into his hole. Instantly, all of his muscles tensed and he felt like the wind had been knocked out of him. This thing was digging deeper and deeper, scraping along his inner walls.

"Please stop! That hurts!"

The pressure was unbearable, especially when it twisted in a circular motion and lunged deeper inside him. And it wasn't just one. There was a second, and a third, all twisting inside him.

Kaz was right there screaming too when a tentacle worked its way between his butt cheeks. Normally, he was someone who could handle pain pretty well. After all, he was the guy who fell face-first into a fountain while he was running from a dog that was chasing him. He was wet, and embarrassed that Stefanie had watched the whole thing happen, but it was nothing that a hot bath, and an ice cream sundae he shared with Oliver couldn't fix. This was different, making his body writhe as he tried to get these foreign objects out. But they kept surging further and further inside.

Was this where the adventure ended? Were these tentacles going to rip their insides out, and trash their bodies along the ground until they rotted away, leaving no trace of danger for the next heroes stupid enough to try and conquer this beast? Kaz could already see it, tentacles piercing straight through his guts and shooting through his mouth.

Oliver's legs stiffened and his toes curled when the tentacles hit a spot inside him. Even in the thick midst of the pain generated by the rough friction against his inner walls, Oliver could recognize that small bit of pleasure, especially when the tentacles began jabbing at the small area with enough force and accuracy to make his whole body writhe uncontrollably.

It was a weird mixture, ecstasy and terror intermingling so closely that Oliver wasn't quite sure how he felt. But everything that he was feeling was so much more extreme than his body had ever known. He was hot, and wet, and sticky, not to mention a little bit dizzy from all the conflicting sensations channeling through him. And his balls were aching. He was ready to come.

But not before Kaz. It felt like every muscle in his body was tightening, even ones on the inside that he never knew about. His balls churned with incredible force, and the tip of his dick was hot. Rope after rope of his thick seed shot from the slit of his flared head. This was the most forceful orgasm he had ever had, so much cum launching from his cockhead that Kaz wasn't sure if he would ever be able to come again.

Oliver felt just as drained, his dick pulsing with every shot of cum. Those tentacles in his butt were really doing a number on that spot inside him, the sheer force of the assault making his orgasm that much more intense. And just when he thought he was done coming, he felt something in his mouth, a torrent of something warm and sticky, too much of it for him to swallow. It was tentacle cum.

It was _everywhere_: overflowing from their mouths, and trailing down both boys' chins, across their bare chests and faces, and inside their butts.

Kaz and Oliver were dropped to the ground, covered in thick cum, and too exhausted to move. But the tentacles were beginning to retreat back into the dark, and this was their chance. Kaz grabbed Oliver's arm and put it around his shoulders, helping his best friend limp out of the sea cave. But he didn't have any strength left in him. He collapsed.

Oliver's face gradually became blurrier, and his voice more distant. The adventure was over, and Kaz really wasn't sure if he and Oliver had won or lost.

* * *

Kaz opened his eyes and found himself in Mighty Med. They were lying on hospital beds in a darkly lit room, the scent of strawberry candles filling the air. No one knew if they actually carried any healing abilities, but Rose Dove had a huge supply of them, and no one dared cross a superhero who had the power to make all your clothes pink with the snap of her fingers.

"Kaz, are you awake?"

He could hear Oliver's voice again. That alone made him smile a little. He slowly turned onto his side to face Oliver's bed. "Yeah…are you okay?"

"Yeah. You?"

"I'm alive…I'm really sorry that I dragged you into this whole thing…"

"It's okay. It wouldn't be much of an adventure without danger, right? And we made it out."

"How did that happen?" Kaz asked.

"Horace tracked us down. After we stepped into those transportation machines, he was able to follow where we were in Mizubukai Town." Kaz pushed aside the white blankets and stood up, almost falling over the minute his feet touched the floor. "Kaz, get back in bed. You're not…"

But Oliver's train of thought was interrupted when Kaz crawled into bed with him. They were still naked.

"You're my best friend, you know," Kaz said. "I'm cool with drying every dish in Mighty Med if it means you're there washing with me."

Oliver smiled. "That was probably the cheesiest thing you've ever said to me. But I couldn't agree with you more." Oliver closed his eyes and felt Kaz's head resting on his shoulder. "Horace said that we're heroes. Now that they know that monster gets weak after it…you know, they can send it in a team with a plan."

"I always knew we would be heroes…I just didn't know we would have to be naked to do it."

"Gotta pay our dues, right? Now, stop talking. I wanna sleep."

Kaz was out like a light in seconds. Oliver had never been so happy to hear his best friend's snoring. It was the sound that made him realize how good it was to be alive. This was even better than taking out the last boss that required staying up until five in the morning, and enough failed attempts to make him and Kaz want to hurl their game controllers at the screen. He had made it to the end just as he anticipated, with Kaz right at his side.

* * *

**I would love to hear what you all think about this fic since it's not the kind I usually envision. I know the dynamic scenes could pack more of a punch, but I'm still learning about how to bring stuff out in action sequences, so hopefully they were at least somewhat exciting. **

** Thanks to everyone who supported me, and left kind reviews/messages about my stories. You all are the reason why I am so inspired to keep writing!**


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